The general discussions around the CPF in the community has mostly been about four topics:

Copyright ownership

The name of the foundation

Microsoft’s involvement

What the CPF has to offer to the open source software (OSS) community.

Before going into the details, there was one subtle, but very important change inside Microsoft that was announced by Sam Ramji (interim president of The CodePlex Foundation). Before the foundation was created, Microsoft staff had to go through Microsoft lawyers to get approval to contribute to OSS projects. Sam Ramji explains that Microsoft now have changed this policy:

…Microsoft developers will also be available to volunteer their time to the CodePlex foundation, through specific projects as well as directly to open source projects outside the foundation.

This is a major change in Microsoft’s attitude towards open source software. Scott Bellware talks about this in his blog as well:

This is a significant shift in policy for Microsoft and points to some significant reconsideration of policies and philosophies of the past.

Copyright Ownership For existing open source projects, copyright ownership boils down to if they want to hand it over to the CPF or not. John V. Peterson, developer and lawyer, explains how this works:

In a nutshell, you assign copyright and title (and in the process represent that you have the right to assign what you are assigning) to the foundation. The foundation in return will provide you a non-exclusive perpetual license to do pretty much what you did before as the copyright owner. The key legal distinction here is that you are no longer an owner. Instead, you are a licensee.

…Comparing the Codeplex Foundation License, it stacks up very favorably to other foundation license such as Apache. The simultaneous license grant (with the generous terms) threw me for a moment. But in the end, it really makes sense. As the original owner, you no doubt have a fair amount of dependency on the product in terms of your business. I think this clause goes to how much the foundation is committed to being a good OSS citizen.

In short, I think that the materials at the CodePlex site give a lot of cause for legitimate concern, both legally and from a public perception point of view. If Microsoft really wants CodePlex to attract more than its business partners as participants, I think that it needs to go back to the drawing board and make some drastic changes.

On Phil Haack’s blog, Haack, Scott Bellware and Ayende have been discussing copyright ownership as well. InfoQ talked to Ayende, Bellware and Scott Koon to get some more insight into the problem:

Ayende: The biggest problem that I have with CPF is with the copyright ownership assignment. That is simply not possible in most projects. Not because I suspect something nefarious, but because most projects don't require transferring formal ownership of the code contributors write to the project. For that matter, most projects never fully define what "project" is. It isn't a separate legal entity, in almost all cases.

Hypothetical example: Let us say that the Castle Project wants to join the CPF. There is no possibility of transferring ownership because you would have to hunt down all the committers (including some that haven't been heard from in years), and then find all the people who ever contributed a patch to Castle (with the same problem of missing people).

Bellware: There's no doubt that there is some leg work ahead for mature open source project communities, just as there has been much leg work done by Microsoft people like Scott Guthrie, Scott Hanselman, Phil Haack, and Glen Block to get more Microsoft libraries and tools released as MSPL.

Open source projects in the Microsoft space have been invited to meet The CodePlex Foundation half way, and I believe the payoff for accepting this invitation will be incredible, and stands the chance of resolving so many of the challenges that have made the history of open source in the Microsoft community such a contentious issue.

Koon: IANAL [editor: “I am not a lawyer”], but it seems like if you haven't been keeping track of who has contributed to your open source project, you may have other problems. Open Source projects, especially highly-visible ones, have to be able to account for code in this day and age. Open Source does not equal immunity from patent violation and there should be contributor agreements in place.

InfoQ asked Bellware if he had an OSS project to submit, would he submit it to the CPF? His answer was: “absolutely”, and explains why:

Bellware: The Microsoft customer community's use of open source solutions is artificially deflated. There are historical reasons for why this happened, but we're now on the cusp of a future that isn't driven exclusively by this history.

The CodePlex Foundation provides for the kinds of protections that have kept potential adopters from choosing open source solutions that are best-of-breed solutions for their problems.

Microsoft has been forced to build new products from scratch to provide Microsoft customers with the value that open source projects have proven and delivered. These projects are often far less robust and mature as the open source that inspired them. The protections offered by the CodePlex foundation are also a turning point that frees up Microsoft resources to focus on integrating existing value rather than duplicating it, and risk missing the value targets offered already by open source.

All of this points to an evolving shift in culture and values toward the freedom to choose solutions based on merit rather than mere intellectual property risk mitigation.

This shift in culture and values toward meritocracy and the benefits that come from open competition that stands a chance of taking Microsoft and Microsoft customer community in a brand new directions that can provide more value from the Microsoft stack than we've seen yet.

The name - CodePlex Foundation (CodePlex.org) This was obviously a confusing name for many since CodePlex.com (the Microsoft OSS hosting web site) have existed for many years. Confusion arose over what was being announced, and how the CPF was related to the already-existing codeplex.com. However, the CPF resides on CodePlex.org and this issue is addressed specifically in the CodePlex Foundation FAQ, but even that description is not 100% clear, especially since it mentions CodePlex.com a lot. Scott Hanselman simplifies it:

CodePlex.org is different from CodePlex.com, of course. The CodePlex foundation is a 501(c)(6) organization, separate from Microsoft. It's created to help commercial software developers use Open Source software.

There appears to be no relation between CodePlex.org and CodePlex.com, other than the branding (same name). The naming confusion is by many seen as unfortunate. Even Phil Haack, Advisor for the CPF, express his view on the name, calling it “a unfortunate confusing same name”.

Scott Bellware explains in his blog why he think the foundation choose the name CodePlex:

The perpetuation of the CodePlex brand is just a good investment, and it likely helps this kind of move go down easier with folks in Microsoft's stockholder community who might not entirely understand what this open source kerfuffle is all about. Microsoft is making this thing happen. It's reasonable that it gets to pick the name, and to use a name that highlights other aspects of its open source efforts.

John V. Petersen however thinks the name is a bad idea:

…if I were involved in the formation aspect of the foundation, I would have added my 2 cents in favor of a name and branding strategy that would not be so associated with Microsoft.

Microsoft’s involvement Microsoft have founded and funded the organization with $1,000,000, however the CPF is independent from Microsoft. With that being said, for the next 100 days there are many representatives from Microsoft in the interim board of directors as well as advisors (all except Miguel de Icaza from Novell and Shaun Bruce Walker from DotNetNuke), until they either get replaced or more permanent members are added.

InfoQ asked Scott Koon what his biggest concern about the CPF is:

Koon: First that the foundation launched with a very Microsoft-heavy board. It doesn't look good. It looks like business as usual for Microsoft. This coupled with the fact that there are no elected members and outgoing members choose their replacements could mean that the board consists of people that may lean more towards Microsoft's message and only push .NET or Microsoft open source software.

Second that Microsoft continues it's aggressive war against non-Microsoft based consumers and producers. This will undermine the foundations goals.

InfoQ: Do you think the CPF will bring software companies and OSS community closer?

Koon: I think it may help soothe some companies fear of using open source. But honestly, until Microsoft starts to actually embrace and USE open source internally and ship third-party, open source code alongside Windows on the DVD, it's an uphill battle.

What does the CPF have to offer today? It’s not quite clear how and what the CPF will offer since it’s still very early in the process. What is known, however, is what’s available in their announcement at codeplex.org:

The Codeplex Foundation provides a framework to facilitate the participation of commercial software developers in open source projects…

The Codeplex Foundation also provides a channel of communication from the open source community back to Foundation partners and other commercial software companies…

The structures in place to meet these goals include:

Our by-laws. These are the ground rules established by the Board of Directors for the operation of the foundation.

Our contribution agreement. This serves as a template for how companies or individuals may make intellectual property contributions to the Foundation.

Our license agreement. This serves as a template for how companies or individuals may license intellectual property to the Foundation.

The Codeplex Foundation releases intellectual property under a standard open source license. Which open source license depends on the needs and constraints of the open source project in question.

InfoQ asked Ayende what the best help the CPF could give OSS projects:

Ayende: Resources. That may be outright hiring developers to work on the project, providing tech writers, providing things like servers for CI or to run the website. That is usually the biggest problem with most OSS.

Coaching. This works very well in the ASF, where candidate projects are in incubation while the structure of the project is guided by a mentor. It setup the ground works for a healthy eco system.

And if he is considering working with the CPF:

Ayende: I would need to know a lot more about what the actionable parts of what they are doing is going to be. I would most certainly talk with them.

One thing is certain: The CodePlex Foundation came as a surprise to most people and that Microsoft took the initiative is still a recovery process for many. It will be interesting to see if CPF will succeed in their goal:

…to enable the exchange of code and understanding among software companies and open source communities

Our contribution agreement. This serves as a template for how companies or individuals may make copyright or patent contributions to the Foundation.

Our license agreement. This serves as a template for how companies or individuals may license copyrights or patents to the Foundation.

Both serve as templates for how companies and individuals may contribute to the foundation. Obviously as a board, they can decide to accept alternatives. But from the very start of this planning they have expected both copyright and assignment to be an option for individuals and companies. ASF requires assignment, others allow only license, we should allow both.

I have real problems with this article. You sniped material from my blog and presented it as if I have you an interview. Journastically speaking, the piece is suspect.

Having said that, I think Mr. Upgrove brings up a number of valid concerns, which are in line with some of my concerns - without the anti-Microsoft bias on my part.... I do think Mr. Upgrove tends to overplay the 501(c)(6) issue a bit. I seriously doubt that designation will fail to be achieved. From an organizational stand point, I am indeed of the opinion that if there was more of an arms-length relationship between the CPF and Microsoft, the CPF would not be facing the perception problems it has right now. But as I said in my article, it is what it is. And the fact is, people like Mr. Upgrove, who is just a lawyer, has no real vested interest in whether this project succeeds. We on the development side, and in the Microsoft family of tools specifically, have a big interest in seeing this project succeed. We could sit and moan about how things should have been started. The fact is, a lot of those things did not occur. Now it is time for the development community to help this effort out.

In the end, Mr. Upgrove and others are correct in that there needs to be incentives for developers to contribute. I think the Apache Foundation is a good model to work from. I think Ayende's comments support that notion as well. Whether the CPF goes that far, I don't know. Mr. Upgrove's organization suggestions are certainly a step in that direction.

Looking at the copyright issues and what I commented on, what the CPF has in place is, for the most part, consistent with other players. In the regard, Mr. Tørresdal's article does a poor job of making that point. And again, that goes to this organization portraying what I wrote as if I gave an interview.

We had an on-line community meeting tonight with one board member - Britt Johnson. Based on our questions, it is clear that there is no firm grasp of exactly what the CPF will do. There is a new Google Group to facilitate the discussion. I have already commented there:

There are many more questions than answers. In my Google Group post, I make fairly clear what I would like to see. That said, if the CPF turns out to not provide what are basic essential services as an OSS foundation, then I suspect the effort will fail - which would be a shame. I however, am going to give it the benefit of the doubt.

As to Mr. Upgrove, let's be clear here... He is a lawyer who works in a firm that provides the very kind of services that he says the CPF needs. Not that it invalidates his point. Nonetheless, I do see a little of the pot calling the kettle black here. I don't think anybody form the CPF has represented that whatever has been done is perfect. If anything, they have had their hats in their collective hands to some extent. There is a conversation going on right now - and that is good.

The one question question I have is, to what extent, OSS from other environments, would actually be part of this endeavor? And then I ask, perhaps this effort should be more focused on MS-related technology as there is no central OSS hub as there is in other environments.

Regardless of where you come out on the matter, the next 100 days are critical and are perhaps, a make or break for the CPF. We shall see. In any case, I am looking forward to helping however I can.

In the future, if this organization wants a quote from me, email or call me. Don't JUST snip something from my blog. That is NOT reporting. Context is everything and you owed it to me and by your actions, denied me and your readers of clarifying points that, IMO, you misrepresented.

John, we are sorry that you feel you were misquoted despite that we have promoted your view and linked to your blog. In this post our editor has followed the same standard and generally accepted principles for quoting as used on any publication and blog all over the internet. But in addition to following fair-use quotation, we also went the extra length to distinguish who was quoted and who was interviewed.

Before the two quotes which came from your blog, it was very clearly indicated that the source was the blog through linking:

In contrast, interviews were marked in a different manner and clearly identified as such:

InfoQ talked to Ayende, Bellware and Scott Koon to get some more insight into the problem:

Ayende: The biggest problem [...]

Again, this quoting style is one which has been used for years at InfoQ and in mainstream media and blogosphere, and on the rare occasions when issues have been raised with this we have worked with the person being quoted to rectify those concerns - if you wish us to remove your quotes from the piece above, we will gladly do so.

InfoQ's aim is to serve the community and this passion is clearly seen in the depth and effort our editor Mr. Tørresdal put into this news item. In that spirit, we ask that you please maintain a civil tone in your responses as we are all trying to do the right thing, in good faith.

>>we ask that you please maintain a civil tone in your responses as we are all trying to do the right thing, in good faith.>>

Was that really necessary? For the record, I had a nice online chat with Mr. Tørresdal this morning. While I agree that that taking blog posts *can* work, in this particular case, it did not work since my post re: copyrights was run up against Mr. Updegrove's post re: the overall business structure.

While I have been critical...my tone has been very civil. As such, I don't find your last comment to be all that helpful or constructive...